INDEPENDENT BUSINESS OWNER AGREEMENT
This Independent Business Owner Agreement sets forth the terms and conditions that govern the contractual relationship between Tradeknology, LLC (the “COMPANY”) and the Independent Business Owner (“IBO”). The COMPANY and IBO are collectively referred to below as the “Parties” and may each be referred to as a “Party.”
- IBO understands that this Independent Business Owner Agreement is subject to acceptance by the COMPANY. The COMPANY reserves the right to refuse to accept an Independent Business Owner Agreement for any reason in its sole discretion. Upon acceptance by the COMPANY, these terms and conditions, together with the Tradeknology Policies and Procedures and the Tradeknology Compensation Plan, both of which are incorporated by reference, shall constitute the entire agreement (the “Agreement”) between the COMPANY and IBO. This Agreement will only become effective and binding on the date it is accepted by the COMPANY (the “Effective Date”).
- I am of legal age in the state of my residency. I agree that I am an independent contractor responsible for determining my own business activities and not an agent or employee of Tradeknology LLC(herein also referred to as COMPANY). I am responsible for the payment of all federal and state self-employment taxes and any other tax including sales tax that may be required under federal, state or any other regulating taxing entity. I understand that this position does not constitute the sale of a franchise or of a Business Ownership and that an ACTIVE membership and an IBO fee is required for me to participate as an Independent Business Owner of the COMPANY. I further acknowledge and understand that the purchase of the IBO program is optional and not required of me in order to participate as a customer of the COMPANY. I understand that throughout the platform and legal documents an Independent Business Owner may be referred to as a Rep or as a Distributor, or as a Business Partner, or as an IBO or as a member; I understand that these titles are all one in the same.
- I agree that as a COMPANY Independent Business Owner, I shall place primary emphasis upon the promotion and support of the stated goals of the COMPANY and the solicitation of non-IBO individuals, businesses, and organizations as customers. I agree to have a distribution in my personal organization of over 50% of my production as customers who are not IBOs and to submit proof of such efforts upon request by COMPANY. Permissible IBO purchases shall be automatically modified to comply with the exemption requirements set forth in any state’s laws regulating business opportunities, should such apply. In presenting COMPANY’s stated vision and mission, I agree that such presentations shall be strictly according to the following format and that I will be terminated as an IBO if I fail to comply.
In each presentation given, I agree that the prospect shall be directly informed that a monthly IBO fee of $30.00 in US dollars will be charged by the COMPANY per month to become a IBO of the COMPANY and that its explicit purpose is to support the software, training, marketing support and products the IBO will have the option of representing. I understand that COMPANY may change the monthly IBO fee at any time to support the operational costs and additional benefits provided to the IBOs.
I have carefully read, understood, and I agree to comply with the terms of the IBO Agreement, including the Policies and Procedures. I understand that I must be in good standing and not in violation of any of the terms of this Agreement in order to be eligible to receive any bonuses or commissions from the COMPANY.
COMPANY may, at its sole discretion, amend this Agreement, or discontinue certain compensation, bonus commissions or services. IBO shall have no vested interest in any such plan or program, provided, however, that COMPANY may not change the terms or conditions regarding compensation for any service actually sold to an IBO. The Agreement, including the Compensation Plan, may be amended at the sole discretion of the COMPANY. Notification of amendments shall be sent to the IBO by email and posted in the IBO’s Back Office. Amendments shall become effective thirty (30) days after notification to the IBO but amended policies shall not apply retroactively to conduct that occurred prior to the effective date of the amendment. The continuation of an IBO’s Tradeknology business after the effective date of any amendment shall constitute the IBO’s acceptance of such amendment. The COMPANY may also require Partner to accept and agree to be bound by any amendments.
I understand that no Attorney General or other regulatory authority ever registers or reviews, endorses or approves any product, compensation program or COMPANY, and I will make no such claim to others.
I agree that I will not make any claims, statements, or representations about the COMPANY’s products that are not found on the COMPANY’s websites or official marketing materials or are not specifically approved by the COMPANY. I agree to indemnify the COMPANY and hold it harmless in the event I make any such unapproved statements that result in government investigation, government or private litigation, claims, regulatory action, or any other adverse event relating to the COMPANY or its products.
I understand and I agree that my IBO Business Center must remain ACTIVE and that if for any reason the business center is inactive for longer than 90 calendar days, COMPANY has the right to take over the business center, close it, block it, gift it or sell it and you as the IBO will no longer have any rights on that business center that has been inactive for a period of 90 days.
I am responsible for supervising and supporting the IBOs I refer or enroll into COMPANY and in my commissionable down-line. I agree to maintain monthly communication and support with the IBOs in my commissionable down-line by the way of any of the following or combination thereof: personal contact, telephone communication, written communication, social media and/or attendance at IBO meetings.
As an IBO of the COMPANY, I will be provided a personalized, replicated website and access to the Training Resources section where basic tools can be found to help me in my role as an IBO. COMPANY will provide its IBOs some marketable material digitally. Commissions are payable to IBOs according to the current Compensation Plan which is found in t the IBO back-office. COMPANY will provide a web-based, back-office administration to all IBOs for the first month of their IBO status. IBO agrees to pay a monthly renewal fee of the IBO Program fee in US dollars to continue to maintain the status of an IBO in good standing with the COMPANY. This fee will cover my replicated website for the next 1-month period along with additional business training and access to the IBO digital wallet.
I will not make false, misleading, or disparaging statements about the COMPANY, its employees or founders, the compensation plan, IBO positions or the COMPANY’s mission and vision at any point, doing so could be grounds for termination or further legal action.
Display of commission checks, online deposits, trading profits, the making of income projections and use of income testimonials to prospective IBOs is strictly prohibited.
I will conduct myself as an IBO in a courteous, fair, professional and ethical manner at all times and in all interactions with Tradeknology staff, members, customers and prospects.
Change of original enroller is not permitted. Any IBO that is caught soliciting or enticing an existing member to join their team will be violating their IBO Agreement and that could be grounds for termination.
The IBO and customer lists and names are owned by the COMPANY and may never be used for any commercial or business purpose without prior written consent of the COMPANY in writing. Furthermore, IBOs are not permitted to market any other type of financial opportunity to an existing COMPANY customer or member, doing so is grounds for termination.
I understand that all promotional materials and online products may change and be updated by the COMPANY at any time.
I understand that any cancellation, refund request or chargeback of a customer membership or IBO fee in my downline or customer base may result in a charge back against commissions or bonuses paid to me by the COMPANY. This occurrence could lead to a direct deduction of pending commissions, or the application of negative CV applied. A chargeback will yield a minimum of 1.5 times the chargeback amount to account for bank fees and the negative effect it has on our merchant services.
I authorize the COMPANY to use my name, photograph, personal story and/or likeness in advertising or promotional materials and waive all claims for remuneration for such use. This includes but is not limited to Super Saturday’s, Opportunity Meetings, Training, Corporate Events and other online or offline event sponsored in full or partly by COMPANY.
I agree to only sign someone up to Tradeknology that fully understands and agrees to the recurring charges and knows that Tradeknology is an online trading educational networking company. It is the responsibility of the sponsoring IBO to assure this is done to avoid future chargebacks and low retention rates.
R. I agree that I will be solely responsible for paying expenses incurred by myself in operating my Independent Business within COMPANY, this is including but not limited to travel, food, lodging, secretarial office, telephone, printing, marketing material, advertising, cell phone and other expenses in the process of building my Tradeknology business.
I agree to bring into Tradeknolgy only real people accounts of individuals that want to learn how to Trade and or want to build an organization. I agree I will not utilize fake information, make up account, purchase account information, or try to do any type of scheme to try and game the compensation plan and rank that is not building with real people that are aware of what they are signing up for. Doing so will be grounds for suspension, demotion, penalties and or immediate termination without pay. Depending on the severity of the violation, there may be civil or criminal action against any individual conducting fraudulent activity within Tradeknology.
I give permission to the company to contact me by email or text messaging for reasons including, but not limited to COMPANY announcements, events, system reminders, business reminders, bonus programs and promotions, changes in policy, and anything else COMPANY deems as important communication.
I understand that the company may charge a nominal fee for the processing of any payment made to me. I further understand that the company may implement payment minimums and transactions fees when withdrawing commissions. These fees may change at any time.
I understand and agree that I will not solicit another Tradeknology Independent Business Owner/ IBO or entity that is a member of Tradeknology or someone who has been an IBO in the last 90 days to join another network marketing opportunity. I agree to follow these terms as long as I am a Tradeknology Independent Business Owner and for a period of one (1) year after. Violation of this company policy may result in immediate termination. In addition, I may be subject to injunctive relief including possible civil penalties and monetary damages for engaging in such conduct.
I understand that the COMPANY provides me with a replicated website for the promotion of my Tradeknology business. I agree that I will not use the replicated website for any purpose other than the promotion of my Tradeknology Independent Business Ownership. I further understand and agree that I will not use the Tradeknology name, logo, pictures, or trademarks as part of a website or URL that I either own or am associated with. In addition, I agree not to use the COMPANY name, logo, pictures, trademarks, or any of the COMPANY’s published written content to optimize any other website position in a search engine search (other than the COMPANY provided replicated website). I further understand that doing any of the above may cause financial harm to the COMPANY which may result in me being required to pay damages to the COMPANY for such actions and may also result in termination of my status as an IBO of the COMPANY.
- IBO’s may not switch sponsors at any time. If a switch of sponsor is required, there is a $10,000 fee for developer’s time, and it can only be done if the sponsorship move is happening within 2 upline users in the same business channel.
- Any member of ambassador rank must communicate with Corporate as requested and in a timely fashion, must speak at one public Tradeknology event a month where corporate is in attendance, and must maintain weekly communication with anyone at EB5000 or higher in their referral organization to qualify to receive weekly rank pay. Emergency situations are the only exception and must be communicated with corporate.
- I understand and agree that I will not market or promote any outside service or product to any other COMPANY IBOs. These include but are not limited to internet capture pages, and sales leads. It is further understood that in the course of my status as a IBO of the COMPANY, I may produce marketing tools to assist my downline organization to grow their COMPANY Independent Business Ownership. In doing so, I agree that such marketing tools must first be approved by the COMPANY in writing, and I will not charge for any such marketing tools at any time. Further to this, I understand that although I am allowed to conduct independent training events for the COMPANY, I may charge an admission fee for such events, however I will not charge more than necessary to cover my expenses and will not make a profit in doing so.
- AA. I understand that if I fail to comply with the terms of this agreement or Policies and Procedures of the COMPANY or any part of this agreement, the COMPANY, at its discretion, may terminate my Independent Business Ownership or impose upon me other disciplinary action, including but not limited to, forfeiture of bonuses and commission, loss of all or part of my down-line marketing organization or customer base list. If I am in breach, default, or violation of the agreement at termination, I shall not be entitled to receive any further bonuses or commissions, whether or not the sales of such bonuses or commissions have been completed. If this agreement is terminated for any reason, I will forever lose my rights as an IBO, including rights to my down-line marketing organization and customer base list, and rights to compensation pursuant to the COMPANY’s Compensation Plan. If I wish to disassociate myself with the COMPANY and cancel my Independent Business Ownership, I may not be eligible to rejoin the company for a period of up to 12 (twelve) months.
- BB. The term of this agreement is one year (subject to prior cancellation as provided above or in the Policies and Procedures). If I fail to renew my Tradeknology Independent Business Ownership, or if it is cancelled or terminated for any reason, I understand that I will permanently lose all rights as a IBO. I shall not be eligible to sell the COMPANY’s products and/or services, nor shall I be eligible to receive commissions, bonuses or other income resulting for the activities of my former down-line sales organization or customer base list. In the event of cancellation, termination or non- renewal, I waive all rights I have, including but not limited to property rights, to my former down-line organization or customer base list and customer base list and to any bonuses, commissions or other remuneration derived through the sale sand other activities of my former down-line organization and customer base list. Notwithstanding any other provision in this Agreement, the COMPANY reserves the right, in addition to any available legal or equitable right or remedy, to terminate this Agreement without cause upon written notice to the IBO. The COMPANY further reserves the right to terminate all IBO Agreements upon 30 days’ notice if the COMPANY elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its products and/or services via direct selling channels. IBOs MAY CANCEL THIS AGREEMENT AT ANY TIME, AND FOR ANY REASON, UPON WRITTEN NOTICE TO THE COMPANY.
- CC. I agree that I am competent and of legal age to enter into a binding contract in the state or province in which I enter this Agreement with Tradeknology.
- DD. I agree that Tradeknology is not responsible for the loss of any commissions and bonuses or other payments now or in the future because of errors or delays in the registration process, the use of an incorrect link, the placement settings or any other user error.
- EE. By agreement to these terms, IBO agrees to indemnify, defend and hold harmless Tradeknology and its affiliates, shareholders, officers, directors and employees from and against any and all claims or liabilities arising from IBO’s operation or promotion of their Tradeknology Business. The Parties further agree that TRADEKNOLOGY SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES FOR ANY REASON WHATSOEVER.
4. Cancellation notice as it pertains to a refund of my IBO fee, product purchases and marketing materials purchases:I understand that I may cancel my enrollment fee transaction, without penalty or obligation, for a full refund, within three (3) business days from the date of my registration, exclusive of the date of signing or if processed electronically the date this Agreement is submitted to Tradeknology for processing. I understand that if I cancel after the three (3) day period, I am not entitled to a full refund. This limitation is not applicable if superseded by any state law. If I cancel within the three (3) business days from the date of this Agreement, any payments made by me under this Agreement and any instrument executed by me will be returned within three (3) business days following receipt by Tradeknology of my Cancellation Notice. To cancel this Agreement, I must email Tradeknology’s Customer Success Department at [email protected].
5. I understand that, due to the nature of the Tradeknology Compensation Plan, all purchases could be subject to a cancellation fee. It is also agreed that due to the nature of
It is also agreed that due to the nature of Tradeknology products, I understand that as a IBO, there are inherent risks in conducting business and I will not hold the Company liable for actions that may occur outside of the control of the Company. I understand that if any such actions occur, none of the Tradeknology memberships,will be eligible for refund. These actions include, but are not limited to, governmental intervention (foreign or domestic), media reports regarding our products or similar products offered in the marketplace, acts of nature, acts of war, acts of conflict or trade dispute.
6. Payout Responsibility:
It is understood and agreed by IBO that IBO will have 90 calendar days to fully activate and go through the KYC process in order to receive any commissions and bonuses after commissions are paid to the IBO eWallet. If Tradeknology is unable to communicate with you and/or you are unable to setup your payout dashboard to receive payment, Tradeknology will charge a $250 fee or 50% of your earned commissions or bonuses, whichever is greater, in order to reinstate your account. Any account with monies uncollected after 90-days or three (3) months or any monies left in a user’s eWallet after 90-days of being inactive will automatically be closed and funds will be forfeit. A person may submit documentation and proof of funds earned after that time to [email protected], a fee will be charged for retrieval and reinstatement; this process could take 30-60 days.7. Cardholder's Responsibilities:
It is understood and agreed by you that you will not use your credit card or debit card in any way that is contrary to the laws of the United States. You further agree that your use of your credit card relative to conducting any business with the COMPANY or purchasing any product or services binds you to the agreement between you and your credit card holder and the laws that are applicable for credit card use in the United States.
8. In order to maintain a viable marketing program COMPANY reserves the right to enforce a stop-loss mechanism that prohibits commission payouts from exceeding sixty (60%) to seventy (70%) percent of the allocated membership revenues received within a weekly commission period. This cap shall include all travel incentives, car bonus, global leadership pool or any other compensation to the IBOs not paid automatically through the system.
9. I understand that failure to comply with the terms of this Agreement, including the Policies and Procedures, may result in termination of this Agreement, suspension or withholding of any payments due to me.
I acknowledge the COMPANY’S Compensation Plan is based on current products and is subject to change with or without notice.
10. I acknowledge the COMPANY’S Compensation Plan is based on current products and is subject to change with or without notice.
11. This Agreement, including any procedural or substantive rights in any arbitration, shall be governed by and construed in accordance with the laws of the State of Texas without giving effect to principles of conflicts of laws. The Federal Arbitration Act shall otherwise govern all matters relating to arbitration.
12. Negotiation and Mediation. In the event of a dispute, claim or controversy arising from or relating to this Agreement, the Parties agree to try to resolve such dispute informally. In this regard, the aggrieved Party shall send a “Notice of Dispute” to the other Party which contains a brief statement setting forth the facts giving rise to the disputed matter and the relief requested by the aggrieved Party. The Parties agree to use reasonable, good faith efforts to settle any dispute through consultation and good faith negotiations within thirty (30) days following delivery of the Notice of Dispute. If the dispute cannot be resolved through negotiation, the Parties agree to submit the dispute to non-binding mediation with a mediator mutually agreeable to the Parties. If the Parties are unable to agree on a mediator, the Parties agree that the American Arbitration Association shall designate a mediator. Unless the Parties agree otherwise, including to conduct the mediation telephonically, the mediation shall take place in Houston, Texas within two (2) months following delivery of the Notice of Dispute. IBO and COMPANY agree that the dispute resolution procedure set forth in this paragraph is a condition precedent which must be satisfied before initiating any arbitration against the other Party.
13. AGREEMENT TO ARBITRATE. THE PARTIES MUTUALLY AGREE THAT ANY CLAIM OR DISPUTE BETWEEN THEM ARISING FROM OR RELATING TO THIS AGREEMENT, THE COMPENSATION PLAN OR THE RIGHTS OF THE PARTIES UNDER THIS AGREEMENT WHICH CANNOT BE RESOLVED BY NEGOTIATION OR MEDIATION SHALL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION BEFORE A SINGLE ARBITRATOR PURSUANT TO THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION (the “AAA”). The Commercial Rules of the AAA are available at www.adr.org. BY AGREEING TO ARBITRATE, THE PARTIES EXPRESSLY WAIVE THEIR RESPECTIVE RIGHTS TO A TRIAL BY JURY.
- A. In the event the AAA is unwilling or unable to hear the dispute, the Parties shall agree to, or an appropriate court shall select, another arbitration provider. Unless otherwise agreed upon by the Parties, any arbitration hearing shall take place in Houston, Texas, although either party may elect to participate in the arbitration by telephone. The Party filing the Demand for Arbitration shall be responsible for the initial filing fees and costs charged by AAA and the respondent shall be responsible for payment of filing fees for any Cross-Complaint or Counterclaim. The Parties shall share equally the costs of case management fees, arbitrator fees or other fees charged by AAA other than the filing fees referenced above. The Parties shall bear their own costs for attorney’s fees, court reporter fees, transcript fees and other litigation costs.
B. Although this agreement to arbitrate is made and entered into between the IBO AND Tradeknology, LLC, Tradeknology, LLC’s affiliates, owners, members, managers, and employees (“Related Parties”) are intended third party beneficiaries of the Agreement, including this agreement to arbitrate.
C. This agreement to arbitrate shall survive the termination of this Agreement. Any issues related to the arbitrability of any claim, or the scope, validity or enforceability of this agreement to arbitrate shall be determined by the arbitrator. If either party wishes to initiate arbitration, the initiating party must notify the other party in writing via certified mail, return receipt requested, or hand delivery via courier. The Demand for Arbitration must include a statement of the legal and factual basis of the claim(s) to be arbitrated. The parties shall be entitled to all discovery rights permitted by the Federal Rules of Civil Procedure and the parties shall be permitted to bring motions under FRCP Rules 12 and 56. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a final judgment in a court of competent jurisdiction.
15. Notwithstanding the Parties’ agreement to arbitrate, either Party may bring an action in a state or federal court located in Houston, Texas to obtain a restraining order, temporary or permanent injunction, or other equitable relief that may not otherwise be available to either party in arbitration. Failure by a Party to pursue negotiation and mediation pursuant to this Agreement shall not bar an action for equitable relief pursuant to this paragraph. The Parties may also seek judicial enforcement of an arbitration award in any court of competent jurisdiction.
16. The Parties agree that the state and federal courts located in Houston, Texas shall be the sole and exclusive venue and forum for any lawsuit or court proceeding between the Parties and each Party consents to personal jurisdiction in such courts and waive any and all objections to venue, jurisdiction or forum that might otherwise be available to either Party.
17. Louisiana Residents: Notwithstanding any other provision of this Agreement, if the IBO is a resident of Louisiana, the applicable law, jurisdiction and venue of any dispute between the parties arising from this Agreement shall be pursuant to Louisiana law.
18. If either Party wishes to bring an action against the other Party for any act or omission relating to or arising from the Agreement, such action must be brought within one year from the date of the alleged conduct giving rise to the cause of action, or the shortest time permissible under state law. Failure to bring such action within such time shall bar all claims for such act or omission.
- By clicking “I Agree” IBO (i) acknowledges that she or he has read, understands and agrees to the terms set forth in this Independent Business Owner Agreement, including the Policies and Procedures and Compensation Plan; (ii) certifies that all information provided by IBO in connection with IBO’s application to become a Tradeknology Independent Business Owner is true and correct; and (iii) by clicking “I Agree” IBO intends to enter into a legally binding agreement with Tradeknology, LLC.
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